Breaking Point
by Ellen Brand
Summary: Tag to "Breakout," ignores Season 3 as I am wont to do. "You know the breaking strain of sinews and muscles, Deacon Cusp... I know the breaking strain of people." - Terry Pratchett, Small Gods.
1. Breaking Point

_Disclaimer: Max Steel belongs to Mattel, Sony/Tristar, Foundation Imaging, AND Mainframe Entertainment. That's because this is the original series, and not the reboot. This fanfic is rated PG-13 by the Motion Picture Association for violence, language, and mention of suicide. Note- this picks up directly after the Season 2 finale and ignores Season 3 for reasons I will not go into here, as I have a tendency to rant._

 **Breaking Point**

He was being followed. Of course he was; nothing else had gone right in the last few hours, why should his escape be any different? Still, if he had to confront his pursuer, John Dread mused, it could have been in a worse place. The shaft under N-Tek's transphasic generator led directly down into the foundations, cut out of the bedrock of the island. Most of that level consisted of twisty little service passages, leading from one major installation to the next, but here in the center, the walls opened out to a huge space honeycombed with the massive support pillars that held the ceiling far above. It was as close to good cover as he was going to get.

Putting his back to the nearest pillar, Dread waited for his pursuer to enter the room. Whoever was behind him was making no effort to be stealthy, nor to hurry. That steady booted tread could only belong to one man, however, and Dread was not at all surprised to see Max Steel stepping into the illumination cast by the emergency lighting.

 _He must have slipped out of Smith's gaze as soon as possible,_ Dread mused. Steel had no obvious injuries, though of course the nanotechnology in his system would have taken care of any as soon as possible. Still, the boy was dirty, smeared here and there with soot and char marks from his narrow escapes from not one but two explosions in the same day. Just inside the room's entrance, Steel slowed to a stop, regarding Dread with a curious lack of expression.

Dread had always prided himself on being a man who knew his own skills and weaknesses, just as much as he knew those of others. For instance, he had a bad habit of gloating, which had a tendency to backfire on him. Especially when up against the young man before him. So he had no problem admitting to himself that the lack of anything on the boy's face made him nervous. An angry Steel was predictable. One this far gone on the other side of rage? Far less so.

"Reports of your death have been greatly exaggerated, huh?" Steel asked quietly.

"Twain. Did you learn that in English class, Josh? I seem to recall that was one of your least favorites."

Ignoring the barb, the boy continued to just look at him. "Smith thinks you're dead, of course. No cover during an explosion like that? But human beings don't disintegrate, so there had to be something left. Jake Nez has a team down here, but they're looking for your corpse. I knew better."

"So you do… now. You do learn from your mistakes, eventually, it would seem. So you came down to take me back into custody, all alone? Really, Josh, shouldn't you be conserving your strength? It's going to take a long time to repair that generator, and from what I've been told, the portable version Dr. Martinez created is… not so efficient, especially given your proclivities."

Steel laughed. It was not a pleasant sound. "Seriously? Dread, you and I both know I've been a dead man walking since the accident. After that, the only choice was whether I go out with a bang or a whimper."

"Well then." Reaching behind him, Dread pulled out the .45 automatic Psycho had passed him earlier. He hadn't used it during the fight in the generator, of course- stray bullets around high-energy machines were a horrible idea, though keeping it to fists hadn't prevented the explosion. "Shall I provide the bang for you?"

The light, while perfectly serviceable for navigation, would be far too dim for a gunfight. Regretfully, Dread removed his sunglasses and tossed them aside, keeping the gun aimed at Max as he did so. Not that he thought he could _hit_ Steel at this distance, but it would at least prevent the boy from rushing him.

Though the look of dawning rage on Steel's face suggested he was considering it, as he got his first unobstructed look at Dread's face ever. He'd heard the term "vibrating with rage" before, but to be honest, Dread had always thought it to be metaphorical. But no, Steel's shoulders were shaking as those blue eyes narrowed almost to slits.

"Marco Nathanson, I presume." Steel's voice was even softer now, touched with a killing frost.

"Mmm, no. Not any longer. He died sixteen years ago… You're not the only dead man walking, Josh. But out of sentiment for who I was… I'll make this quick."

Rather than reply, Steel simply touched a button on his wristband, shimmering into invisibility even as Dread let out a shot. The bullet spanged off concrete as Dread turned, eyes alert for the tell-tale distortion of the probes's cloaking effect.

"Why'd you do it?" a disembodied voice asked, somewhere to his right. The pillars distorted the echoes, making it impossible to narrow the direction down any farther than that. Before Dread could answer, however, the boy continued. "Actually, you know what? I don't care. I'm sure you've got lofty words and rationalizations and a whole host of reasons, but you know what they all boil down to? Somewhere along the way, you stopped giving a shit. And so instead of retiring, or quitting, or hell, just putting your gun in your mouth and pulling the trigger, you decided you were going to kick the whole sandcastle over and make a new one. Because why not, right? It was your sandcastle, you built it. And anyone in your way, well, they were just collateral damage."

"Well, you know what they say about omelettes and eggs, Josh. Or are you going to tell me you've never made those calculations yourself?"

"Of _course_ I have." Off to his left now, and Dread pivoted to keep aimed at the voice. The gun was loaded with expanding ammunition, and a torso shot would certainly drop Steel, though it would probably require a headshot to finish him. But the gun only held 18 shots- 17 now- and there simply wouldn't be time to reload. The boy knew it, too, hence taunting him from a distance.

"Remember who raised me?" Steel continued, as if explaining to a small child. "Jefferson Smith, the man who set me out as bait for a mole hunt because I was the only thing you'd bite on? I know all about being expendable, Dread. But expendable doesn't mean _worthless,_ and you could have faked your death without taking a single person with you."

"Not nearly so… effectively, but I do concede your point. I will say I have… regrets about the way I handled certain things that night. For one thing, I thought I had more time… by the time I made it to the house that night, Jeff had already dismissed the babysitter and taken you home with him. One promise to an old friend I wasn't able to keep, I'm afraid."

"... What?"

"Oh, you didn't know? Well, I suppose there was never any reason for Jeff to tell you. Your father's will did specify Jefferson Smith take over as your guardian… assuming his first choice was no longer available. After all, over the past several years, Jim had been rather like a son to me."

No answer now, but the silence fairly buzzed with fury. Good- if the boy wanted his head, he'd have to get closer, which would open him up to a shot. Pushing his back against the pillar, Dread scanned the area around him. Even Max's prodigious strength couldn't get through the thick concrete in one shot, which meant that at least from this direction, he was safe.

"Really, Josh, you're far too much like your father. He caught me deleting files about my organization from the mainframe that night, and came running down, unarmed and with no backup. He was so hoping I'd have a good explanation... I did offer him the chance to join me, but he refused. I thought about making you the same offer, but… well, it was already clear what your answer would be. History so often repeats itself, doesn't it? But I'm afraid he wasn't as fast or as strong as you. He tried to make a break for the alarm… So yes, Josh. If you were wondering, I did kill your father."

"No shit." The words, spoken without emotion or inflection, came from his right, and close, too close. An irresistible force wrenched the gun out of his hand, and Dread let it go, spinning away even as he reached for the backup .38 also holstered at his back. But even as he was bringing his weapon up, he saw Max fading back into visibility, raising the .45 in a perfect shooter's stance. The world slowed as he realized- the boy had been baiting him the whole time. Establish a pattern of staying at a distance, go silent in a manner that suggested unthinking rage, and then sneak up behind the pillar.

Three sharp shots, and a sledgehammer slammed home into Dread's breastbone, knocking him back a step. The .38 fell from his hand as he dropped to the floor, shock working even faster than blood loss. Above him, he saw Max's head come into view, gun aimed between Dread's eyes. Dread strained his fading vision for some hint of triumph, or regret, or something on the boy's features, but there was nothing.

"Between you and Smiley, Dread, I've learned to be wary of resurrections," Steel said, almost conversationally. "It's nothing personal." The gun barked once more, and there was nothing.

* * *

Thumbing the safety on the gun, Max popped the magazine out of the grip and tucked it away in one of the pockets on his jumpsuit. Working the slide, he ejected the last bullet from the gun's chamber, and then carefully set the empty gun down on the floor, carefully out of reach of the corpse still leaking blood onto the concrete. Only then did he let himself turn and throw up next to one of the pillars.

It wasn't that he felt bad about it. Honestly, he didn't feel anything at all, which meant he was probably going to be seeing a lot of Maggie and the other shrinks. Even so, this wasn't the first time he'd had to deal with the idea of killing someone- of killing Dread. But there was a difference between knowing you were responsible for someone's death indirectly, and pulling the trigger face to face. It was… visceral.

But he'd done it. His dad was probably going to have kittens. Not that it wasn't self-defense. Well, mostly. Max had known going down that Dread was probably armed, so he hadn't worried about trying to check out a gun from the armory. And given that as Max, he was almost legendary for NOT carrying a sidearm, going without one wouldn't clue Dread in that Max was more than willing to use one.

If Dread had surrendered? Yeah, Max would have taken him in alive. But that would have just started everything over again, and Max really hadn't wanted that. So make Dread think he had a chance of getting out, that Max would be fighting to capture, not kill.

Dread had never understood Max, not really, and he'd never realized that. Too caught up in the image, maybe, and the fact that everybody, even Jefferson Smith, looked at Max and saw Big Jim McGrath. So Dread had tried to make him lose his focus by making him lose his temper.

Exhausted, Max shook his head, sinking down to lean against one of the walls. What the hell had Dread expected that last bombshell to do? Sure, there was a difference between setting a bomb and pulling a trigger, but from this end of things, it didn't really change all that much. And maybe… maybe Dread just hadn't gotten it. Jim McGrath was a legend at N-tek, and Dread had, maybe, loved the man as much as that withered soul of his could love anyone. But as far as Max was concerned, Jim McGrath was a few foggy memories, a voice on an old tape, and a name carved in granite, nothing more. He didn't resent the man, but he'd never really known him, either. Max only had one father- Jefferson Smith. And Dread was never going to be able to take that one away.

Max sighed. Time to call in. This deep in the building, even his biolink wouldn't reach, so the fact that he'd had the thing off during the fight with Dread wouldn't raise any eyebrows. It had meant he needed to wear an earjack, though. Tapping a button on the side, he spoke.

"Steel to Nez. I found our target."

"Our target? Steel, I don't remember anyone assigning you to this recovery team."

Max snickered. "Nobody told me I couldn't. You know what they say, better to ask forgiveness than permission."

Jake laughed at that. "Okay, point, but you're the one who's going to have to do the asking. Where are you?"

"The central well, by the west entrance."

Silence. "That's pretty damn far from the generator supports," Nez said neutrally.

"Uh huh."

"Do we still need the body bag?"

"Uh huh. Also, I want this corpse going to autopsy, and I'm going to request that they let me attend. I'm not going to feel completely safe until he's in as many pieces as possible."

More silence. "... Understood. When you put it that way, I'll see if I can get us both seats. Nez out."

Deflating a little, Max relaxed, though he didn't take his eyes off Dread's corpse. He knew there was a reason Jake was one of his favorite people.

So Dread was finally gone, Psycho was in custody and they might possibly keep him there for all of six months, and the rest of the DREAD organization had fallen to pieces bit by bit over the past year. The job wasn't even close to over, but maybe at least now he could take an actual vacation.

Yeah, probably not. But hey, a guy could dream, right?

Owari


	2. Shatterpoint

_Disclaimer: Max Steel belongs to Mattel, Sony/Tristar, Foundation Imaging, and Mainframe Entertainment, and they can negotiate custody themselves. This is still the 2000 original, not the reboot, still a tag to "Breakout." This story is rated PG by the Motion Picture Association of America for language, some minor gory imagery, and a lot of taking the Lord's name in vain. "Blaspheme... Blaspheyou... Blasphe everybody in the room!"  
_

 **Shatterpoint**

There were advantages to being far and away N-Tek's oldest active field agent, Chuck Marshak thought, not without some humor. Everybody knew your face, your name, and your habits, which meant nobody even blinked when you went storming down to the boss's office armed with a bottle of whiskey and a bad attitude. Sara, Jeff's long-time secretary, took one look at his expression and waved him on through. He'd always liked her- the woman got hazard pay for a reason, but she never seemed fazed by much of anything. And as he had reason to know, she had a hell of a right hook.

Shoving open the door, Chuck stopped for a moment to take in the scene. Jeff was sitting at his desk, leafing through a sheaf of papers, and didn't bother looking up, though he obviously had heard the door open. Behind him, the windows were empty, showing only water barely lit by the rays of the setting sun.

Marco's office had been up on the seventh floor, Chuck remembered, with an excellent view of the building, the ocean and the Del Oro coastline. After the explosion, Jeff had chosen to make his space down here, in the heart of the building, with a living aquarium outside. Chuck had always had a few thoughts about the implications of that, but now he had some concrete suspicions, and they were ugly ones.

Dragging himself out of his thoughts, Chuck strode forward to stand in front of the desk. Jeff still didn't look up, focusing his attention on the report before him.

"Is this about official business, Agent Marshak?" Jeff asked calmly. "Because I have a dead terrorist in the morgue missing most of his brain, a hole blown in the building, a highly traumatized security staff still trying to conduct a failure analysis, an enhanced agent currently down in the Psych sector, and a debriefing from said agent that I'm trying to get through without throwing up. I don't have time for anything else."

"Make time," Chuck snapped, slamming the bottle of whiskey down on the desk. That got Jeff to look up, more at the noise than Chuck's words. "Goddamn it, Jeff, the repair crews are already roofing over the hole, Martinez is doing damage analysis on the generator, Nez is running the failure analysis _from_ the morgue while watching the corpse like some deranged vulture, and Max is in perfectly good hands with Paul Burroughs. Even if he weren't, Maggie's keeping an eye on the both of them. Learn to delegate for once in your damn life."

Jeff massaged the bridge of his nose, setting the papers aside. "All right, all right. But if this is about what I think it's about… let me find a couple glasses for that stuff you brought with you."

A few minutes of digging produced a couple of coffee mugs, into which Chuck poured them each a healthy measure of amber liquid. For a second, the office was quiet as the two men sipped their drinks. Then Jeff sighed.

"All right. Shoot."

"How long had you known?"

"Since Max brought him in that first time. We gave him back the sunglasses, which was a mistake, as it turns out, but he did have to take them off for processing. The scars didn't change his face that much, and neither did fifteen years. I hope I didn't show it but… bastard probably figured it out anyway."

Chuck took another drink from his mug. "Why the hell didn't you ever say anything?"

"What would have been the point, Chuck? He's already got three life sentences with no possibility of parole. What good would it have done other than make everybody start asking themselves questions with no answers? Or at least no good ones."

"And what kind of answers have you been getting, Jeff? And to what kind of questions?"

His friend toyed with the mug in his fingers, staring into its depths as if searching a crystal ball. "You ever wonder why I got promoted to D of O, Chuck?"

"Because you were damn good at your job, of course," Chuck replied.

"Oh, I was," agreed Jeff, no trace of false modesty. "I was a good agent, and as an analyst and a coordinator, I was even better. But there were a number of people at N-Tek who were just as good, and most of them had a lot more experience. I hadn't even made field commander. Why me?"

"You think he was trying to sabotage N-Tek even back then? DREAD as an agency wouldn't even show up on our radar for another three years."

A shrug. "Maybe. Marco always was a planner. But no, I think that was more in the way of a side benefit. Thinking back on it, and knowing what I know now? It was a lot more personal than that.

"You got a promotion right about then too, didn't you?"

"More like a lateral move, even if it did come with a pay raise." Chuck didn't think he liked where this was going, or the oddly distant tone in Jeff's voice as he talked.

"Flying squad. Fighting fires all over the world, and it meant you were never in Del Oro for two nights at a time. You were the only other person Jim would ever have considered an actual partnership with, so once I got promoted? He worked solo or with the occasional temporary partner for the rest of his career."

"And Marco and Jim were always close. Christ." Chuck took a larger slug of whiskey. He knew how stalkers worked- Maggie'd insisted on training the entire agency, after Max and Rachel's first run-in with L'Etranger. Even if the obsession wasn't romantic, Marco'd been cutting Jim out of the herd even then.

"But right about then, Jim got married," Jeff continued. "Which threw a bit of a wrench in the plan. Can't send a wife chasing nuclear rumors in Siberia, after all."

A chill went down Chuck's spine. "The shipwreck… you don't think…"

Jeff shook his head. "No, I'm pretty sure that was pure random chance. And if you think about it, it set Marco's plan back even further."

"What?"

"Jim and Molly were having problems, Chuck, you know that as well as I do. He was gone all the time, and she knew damn well that there was _something_ he wasn't telling her. We'd get a downcycle, he'd be home more, things would get better… and then something new would break, Jim would get called in, and it would all start over again. If she hadn't died, Chuck… how long do you think things would have lasted before she walked away? And of course, took Josh with her."

"Jim loved Molly, even if he was a shitty husband, and he thought the sun rose and set on that kid. Visitation would never have been enough. _Christ_." Nausea roiled in his gut, and Chuck took another swig to quell it.

Jeff gave him a humorless grin. "Yep. Now, a year or so down this hypothetical timeline, Jim's a divorced man who barely sees his kid, works all the time- because we know he would have, he only ever went home because of Josh as it was- and has only one shoulder to cry on. And when all the pieces are in place, John Dread is born… and makes Jim an offer."

"... He'd never have taken it," Chuck protested, but it sounded weak even to his own ears.

"Maybe not. I hope not. But…" Jeff started counting on his fingers. "Adrenaline. No bureaucratic bullshit. No ties. And… you said it yourself, Chuck. Visitation would never have been enough."

Chuck stared. "Christ Almighty." Draining his mug, he poured himself a second one.

"Yeah. Now you see why I've been reluctant to drop this little bombshell on anyone else?"

"I do. But you know what, Jeff, it's still bullshit. You can't carry this alone- this is the kind of shit you've chewed Max out for, and you know it. As a grown man, you damn well ought to know better."

A thought struck him, and he snorted. "Y'know, Jeff, it strikes me that while it might have been for different reasons? Nathanson did a pretty good job of isolating you, too."

"What?"

"I know for a fact that the last time you had a date was Jim and Molly's wedding. And that was Marsha from Accounting, who came out two months later."

A fleeting smile touched Jeff's face. "Yeah, but she was a hell of a dancer."

"Jeff, I can count on the fingers of one hand the friends you've had in the last twenty years. Jim, me, Mari, Maggie, and… Jean."

Jeff shrugged. "I've never been very social, Chuck, and people's lives were depending on me. Work was more important."

"Yeah, exactly. So let's go back to that hypothetical timeline of yours, shall we? Explosion still happens, you get the top slot. Josh lives with his mother, so you've got absolutely nothing to come home to at night. Give you a year of that, with nothing but the job… and then Jim McGrath shows up at your door with a story, and a sales pitch. What happens then?"

For a second, Jeff just stared at him, turning an unpleasantly ashy shade. Then he grabbed his mug and knocked back the entire thing in one gulp.

"Hey, go easy on that," Chuck commented. "It's expensive."

Rubbing his forehead, Jeff let out a rough chuckle. "Marco always was a planner."

"Yeah, he was. But it didn't happen."

"Because of Josh."

"Mmmhmm. Wonder if Dread ever realized just how long that kid's been a spanner in his works?"

"I doubt it. But I hope the knowledge follows him all the way to hell."

A knock on the doorframe made them both look up. Maggie McAllister, head of N-Tek's psych division, stood there smiling wryly at them.

"Is this a private party, or can anybody join?" she asked.

Jeff chuckled. "Pull up a chair," he invited. "Though you'll have to provide your own glass."

"Not a problem." Maggie brandished a coffee mug as she crossed to pull one of the chairs up closer to the desk. "Sara handed me this when I came in, said I'd need it."

"I have got to give that woman a raise," Jeff mused. Chuck snorted.

"Jeff, wouldn't that mean she makes more than you?"

"Yes, and believe me, she's worth it."

Sitting down, Maggie kicked off her heels and pulled several pins out of her red hair, letting it fall from the French Roll she'd had it secured in. Chuck noticed that she'd already ditched her suit coat somewhere, leaving her in a white blouse and grey skirt.

"Long day, huh?" he asked, sympathetically.

"Could say that. So, I have counselors taking shifts with the building personnel, public and private sides, to help deal with the trauma of a hostage situation. Luckily casualties were light- Dread wanted leverage and patsies for his plan, not corpses. Max finished up with Paul and is now sacked out in Berto's lab. He's fine, Jeff," she interrupted herself, raising a hand before Jeff could speak. "He's just refusing to leave the building."

Jeff blinked. "Why?"

"Well, first of all, Berto and Kat were both nearly killed today, and Max doesn't want to get more than ten feet from either of them until the fact that they're both alive sinks in. Hence Berto's lab, which has some pretty nice cots, given Berto's tendency to live there. Beyond that, however, he's in the grip of what I'd consider half paranoid compulsion and half common sense. To wit, as long as John Dread's body remains in pieces too large to blow away on the breeze, Max isn't going _anywhere_ that he can't be on the scene inside of ten minutes. Given that Jake Nez is still in the morgue, he seems to feel the same, and I honestly can't blame either of them."

Grabbing her mug, Maggie took a long drink, not even wincing at the burn. "Both of you are scheduled for sessions with Paul tomorrow, as well," she continued.

"We are?" Jeff raised an eyebrow.

"You are. Jeff, you hired me three months after the explosion, the memorial photos were everywhere. You think I wouldn't recognize that face?" She smirked with black humor. "Max was kind enough to keep the exit wound to the back of the head, after all."

Chuck blinked. "You went down there?"

"Gentlemen, any agent who has even tangentially worked with Team Steel over the past year has been trooping through that morgue, mostly to convince themselves that John Dread is really most sincerely dead this time. After Psycho apparently survived re-entry, nobody wants to take anyone's death on faith."

That got a wince from both men, acknowledging her point.

"How's the kid doing, anyway?" Chuck asked.

"Taking it better than I'm entirely comfortable with, honestly, although that's a snap judgement, I haven't gotten Paul's report yet. But he's… centered, really. Even so, I had to promise him someone would be sticking to his father like glue before he'd go crash out on one of Berto's cots. So if you're planning to head home, Jeff, make sure you take a bodyguard."

Jeff shook his head. "I'm staying right here. That house is going to be too damn empty, and besides, I've had entirely too much to drive. I've got a fold-out in the back room over there, and the couches in the waiting room are pretty comfortable too, if someone wants to crash out there now that Sara's gone."

Maggie and Chuck exchanged glances. "Do you snore?" she asked.

"Only when I'm drunk."

She considered this for a moment, then shrugged. "I made it through college, you can't be worse than the band."

"Just as well," Jeff replied. "You'd be a high-priority target yourself. We're probably all just paranoid, but…"

"It's not paranoia if they're really out to get you," she responded wryly. "Well. As a psychiatrist, I can't actually _recommend_ self-medicating with alcohol, but… as your friend? Gentlemen, I prescribe the three of us get plastered and tell stories until we pass out."

Yeah. Chuck could drink to that.

Owari


End file.
